Harrison Global OKs Strategic Move into ECRUX After Legal and Accounting Reviews

Rhea-AI Filing Summary

Harrison Global Holdings disclosed that its board approved a resolution to pursue a proposed strategic equity investment and/or acquisition of an interest in ECRUX Venture Partners LLC, a South Korea limited liability company. The board reviewed an ASUNG Accounting financial due diligence report dated August 2025, an Attorney Opinion Letter dated August 27, 2025, and a summary of ECRUX's net asset value, debt ratio, operations, governance and confirmation of no material litigation or regulatory risk. The resolution authorizes the CEO and General Counsel to finalize agreements, coordinate advisors for regulatory compliance, execute required filings, and rely on the attorney opinion. Officers were instructed to implement the resolution. The filing contains a forward-looking statements caution.

Positive

• Board authorization granted to pursue the strategic equity investment/acquisition in ECRUX, enabling formal transaction steps
• Financial due diligence performed by ASUNG Accounting Corporation (August 2025) and an Attorney Opinion dated August 27, 2025, were reviewed
• Legal confirmation of ECRUX's standing and absence of material litigation or regulatory risk was obtained and relied upon by the board

Negative

• No financial terms disclosed (purchase price, stake percentage, funding sources are absent), preventing assessment of materiality
• No closing timeline or conditions provided, so timing and probability of completion are unclear
• No integration or strategic rationale detail beyond the authorization, limiting understanding of expected benefits or risks

Insights

Financial Analyst

TL;DR Board approval to pursue an equity investment/acquisition is a strategic step but lacks financial terms and timing.

The board completed targeted due diligence and secured legal confirmation of ECRUX's standing, which reduces execution risk on legal and accounting fronts. Authorization to senior executives to finalize documents and coordinate advisors is standard governance practice that enables transaction momentum. However, absence of deal size, valuation, funding source, and closing conditions prevents assessment of financial impact on Harrison Global Holdings. Investors should note this is an approved pursuit, not a completed transaction; materiality depends on undisclosed economics.

M&A Specialist

TL;DR The resolution and supporting diligence indicate preparatory progress, but missing commercial terms limit assessment of strategic or financial benefit.

Review of NAV, debt ratio, and governance plus an external accounting report and attorney opinion are positive steps toward deal certainty. Board authorization to execute definitive agreements and regulatory filings is necessary to proceed. Without disclosed consideration, structure (equity vs. asset purchase), or integration plan, it is not possible to judge synergies, accretion/dilution, or timing. This filing signals intent and readiness to transact rather than completed value-creating action.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934 For the month of Aug 2025 Commission File Number: 001-42186 BLOOMZ INC. Cricket Square, Hutchins Drive, P.O. Box 2681 Grand Cayman, KY1-1111, Cayman Islands INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K Board Resolution Approving Strategic Transaction with ECRUX Venture Partners LLC On August 28, 2025, the Board of Directors of Harrison Global Holdings Inc. approved a resolution authorizing the Company to enter into a proposed strategic equity investment and/or acquisition of an interest in ECRUX Venture Partners LLC, a limited liability company established under the laws of the Republic of Korea. In reaching this decision, the Board reviewed: The Financial Due Diligence Report dated August 2025 prepared by ASUNG Accounting Corporation; The Attorney Opinion Letter dated August 27, 2025, issued by Ning Ye, Esq.; A summary of ECRUX net asset value (NAV), debt ratio, operational structure, governance records, and confirmation of the absence of material litigation or regulatory risk. The resolution authorizes the Company Chief Executive Officer and General Counsel to: Finalize definitive agreements and transactional documents; Coordinate with legal and financial advisors to ensure regulatory compliance; Execute any certifications, amendments, or filings necessary to complete the transaction; Rely upon the Attorney Opinion confirming ECRUX legal standing and the absence of barriers to the transaction. The Board further resolved that all officers are instructed to take necessary actions to implement this resolution in the best interests of the Company and its stakeholders. This Report on Form 6-K contains forward-looking statements that involve risks and uncertainties. These statements are based on current expectations and assumptions that are subject to change. Actual results may differ materially from those described. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Harrison Global Holdings By: /s/ Ryoshin Nakade Name: Ryoshin Nakade Title: Co-Chairman and Co-CEO Date: Aug 28, 2025

FAQ

What did Harrison Global Holdings authorize regarding ECRUX in the Form 6-K?

The board authorized management to pursue a proposed strategic equity investment and/or acquisition of an interest in ECRUX Venture Partners LLC and to finalize agreements and required filings.

Did the filing disclose deal size or purchase price for the BLMZ transaction?

No. The Form 6-K does not disclose any financial terms, consideration, or valuation for the proposed transaction.

What due diligence and legal reviews were referenced in the Form 6-K?

The board reviewed an ASUNG Accounting Corporation financial due diligence report dated August 2025, an Attorney Opinion Letter dated August 27, 2025, and a summary of ECRUX's NAV, debt ratio, operations, governance, and absence of material litigation or regulatory risk.

Who is authorized to execute the transaction documents for Harrison Global Holdings?

The resolution authorizes the Company Chief Executive Officer and General Counsel to finalize definitive agreements, coordinate advisors, and execute certifications, amendments, or filings necessary to complete the transaction.

Does the Form 6-K state the transaction is completed?

No. The filing indicates board approval to pursue and authorize the transaction steps; it does not state the transaction is completed.